The Heavenly Rider and Shinobi
by TheWickedWriter01
Summary: We know there are many alternative Earths found in the Kamen Rider universe, but what if there was an Earth where Kabuto and Ninjas share the same Earth?
1. Chapter 1

**This is my first fanfiction I've made and I do hope everyone will be able to enjoy it, please leave a review and Follow**

Footsteps could be heard throughout the storage facility as it revealed to be a security guard, walking around as he pointed his flashlight towards the boxes in front of him. He seems to be counting them, making sure that each box was accounted for. Once he'd finished counting he made his way towards another hallway but stopped when his watch began beeping. He looked down at the watch and smile a bit as he dug through his pockets and took out a lighter and a pack of cigarettes, slouched against the wall fiddling with his lighter, sparks lighting up the dark hallways. However, once he'd successfully ignited his lighter a loud noise was heard behind him, causing the guard to turn around and notice that the boxes he had counted were all destroyed.

The guard looked around the destroyed boxes and was trying to figure out what had just happened but he'd walked away from the area to go find the security cameras to see what exactly had happened. However, before he could go into his office, he was stopped by…Himself? His eyes widen in shock as he saw the person in front looked exactly like him but he looked to his side and saw the alarm button, pressing the button immediately but the copy grabbed his face and crushed it tightly.

Meanwhile, outside, the rain bore down mercilessly upon the heart of the city, pounding on the rooftops and turning the cobbled streets of the Downtown District into a warren of slick stones and muddy waters. But the blue and red lights are little more than smudgy illuminations in the rain. But beneath their glow is the black bodywork of a large car. There were similar cars following it until they've reached the storage facility where the alarm was triggered.

The door of the cars quickly opened and ZECTroopers emerged from the cars before surrounding the entrances of the building. They signaled each other before the commander of the troops kicked down the door and each of the troopers took a different section to look over. While outside a middle age man exited out of the passenger seat and took a look at the outside of the building. He wore a black suit with a white button up shirt underneath and a black tie and the word 'ZECT' was stitched to the suit over the chest.

"This is supposed to be the place where the Worm appeared?" He asked one of the troopers.

"Yes sir and we just received a confirmation on the victim whereabouts, he's confirmed dead." One of the troopers replied before placing his hand on his helmet. "Yamato-san, it seems they've located the Worm. It's at the west side of the building."

"Is that right, then I suppose it's time to get the job done." He said before raising his hand up high, which caused a whitish portal to appear above him and a small bronze Zecter flew out of it then into his hand. "Henshin." He muttered before placing the Zecter into the brace on his right wrist.

" **Henshin."** The small mechanical bug said when it was inserted into the brace and Yamato's body was covered in a bronze armor and a helmet that resemble a beetle. His green eyes glowed brightly. **"Change: Beetle."**

"Clock Up." Yamato then slammed the silver button on the side of his belt which caused the rain around him the building suddenly freeze but it was actually Yamato, who was now moving at an incredible speed. Yamato then made his way inside the building and found his way towards the west side and saw many ZECTroopers around the area. **"Clock Over!"** His high speed wore off as he began looking around to find the Worm.

"Where is the Worm? I thought you said it was here?" Yamato asked, turning his head slightly towards one of the troopers.

"It's supposed to be around here sir, the scanner said that it should be here." One of the troopers replied before taking a look at the scanner but had let out a worried gasp.

"What is it?"

"S-Sir, it seems the scanner is picking up more Worms here." The trooper answered but the ceiling above them suddenly broke as four Worms brought themselves to the lower level and began assaulting the ZECTroopers. The troopers began firing their weapons at the Worms and Yamato was about to end it by using Clock Up but he felt an invisible force tossing him aside.

Yamato crashed into a large amount of boxes and he quickly brought himself before slamming his belt. "Clock Up." His speed greatly increased as he rushed towards the force that pushed him and saw that it was a Geophilid Worm. "So five Worms in one place, that can't be good." He muttered to himself before bringing out his ZECT Kunai Gun and began firing at the Worm. Sparks suddenly flew off the Worm as the bullets hit it and Yamato charged towards it, switching from gun mode to kunai mode, slashing the Worm when he got close enough. The creature stumbled back and Yamato took this opening by swinging the blade across the Worm's chest, sparks flew out at every hit. However, while Yamato was fighting the Worm, the ZECTroopers continued to fight against the Early Salis and luckily they were able to defeat two but the most shocking thing happened. The Worms' body began turning red before their 'shells' melted off, allowing them to molt into their new form.

The Salis had molted into the Aracnea Worm and Epilachna Worm.

The two Worms then moved at blinding speed and began taking out the ZECTroopers one by one. Yamato saw the increase number of evolved Worms and he couldn't help but feel annoyed since this was going to take longer than usual. He turned his attention back to the Worm he was fighting and he twist the Zecter on his wrist, causing a surge of electricity to appear around his arm before flowing into his weapon.

"Rider Beat!" Yamato shouted before returning the Zecter back to its original position and charged towards the Worm.

" **RIDER BEAT!"** The Zecter announced as Yamato began slashing the Worm across the chest. The Worm's body was suddenly surrounded by electricity before falling down, resulting in an explosion. Yamato then looked at the other three Worms and was about to go fight them but another figure suddenly arrived and fought the Worms, fighting the two of them with ease before pressing the buttons located on his Zecter.

" **One, two, three!"** The Zecter announced before the new comer pulled the horn on his Zecter. "Rider Kick." He muttered before pulling the horn back and an electrical flow appeared from the Zecter and flowed through his body up to his horn and quickly moved to his right leg. He then kicked the first Worm, destroying the Aracnea Worm but the Epilachna Worm managed to escape.

Yamato saw the figure, the figure wore a red and sliver armor and the helmet resembled a rhinoceros beetle. Yamato clenched his weapon tightly before running towards the figure, pulling his weapon back. "Kabuto!" He shouted as he tried to slash Kabuto but missed when Kabuto swiftly dodge the attack. Yamato continued his assault but Kabuto was able to dodge each attack and countered with a kick on the chest, making Yamato stumbled back. Kabuto continued his assaults with multiple kicks and soon landed a powerful kick across Yamato's face.

Yamato was pushed back until he crashed into a pile of boxes but he quickly got up and ran towards Kabuto once more, activating his Zecter to prepare for his finishing move. Kabuto saw this and began pressing the three buttons on his Zecter.

" **One, two, three!"** The Zecter announced as Kabuto pulled the horn of his Zecter to its original position.

Yamato switch his Zecter and electricity appeared on his wrist and charged towards his kunai. "Rider Beat!"

" **RIDER BEAT!"**

"Rider…Kick!" Kabuto muttered before pulling the horn back.

 **"RIDER KICK!"**

Energy traveled through Kabuto's helmet then through his leg. Both attacks meet head on but the force of the two attacks caused a small explosion that pushed both Riders back.

" **Clock Over!"** Yamato's Zecter announced as his speed wore off when he crashed into the floor. He slowly brought himself up to his knees and removed his Zecter, causing the small mechanical bug to fly away and the armor around his body to vanish. His breathing grew slightly heavier with a look of fury in his eyes.

"D-Damn you…Kabuto, I'll defeat you next time!" He declared before standing back up, looking around his area and saw that only a few troopers had survived the attack. He dug through his pocket and brought out a phone and dialed a number before placing it against his ear.

" _Is the Worm problem taken care of?"_ The person over the phone asked as soon as he answered the phone.

Yamato nodded his head before replying. "Yes sir, the Worms has been eliminated but…"

" _But what?"_

"I've encountered Kabuto, I tried to stop him but he'd managed to escape." Yamato answered, feeling a bit nervous when he heard a sigh over the phone.

" _It doesn't matter. As long as Kabuto doesn't interfere with our plans then he's no threat to us."_

"Understood sir, I also want to inform you that the victim is dead."

" _Then that makes things easier for us, the existence of Worms should remain a secret…We would have eliminated the victim either way."_ The person replied before speaking up again. _"Another thing, Yamato…My son is coming over to this city and I need you to keep an eye on him, especially with the_ _rising in Worms."_

"Of course, I'll make sure to keep an eye on him."

" _Good, then that is all."_ The person soon hung up on Yamato, causing him to close him phone and to let out an annoyed sigh as he scratched the back of his head. "Damn it, I can't believe I've been giving a babysitting assignment…Then again, it's better for me to obey than to end up like Yaguruma."

Yamato then walked past the fallen troopers and before he made it towards the exit, he turned his head slightly towards the troopers that were struggling to stand up. "All of you better be quick, otherwise you'll be left behind." Yamato shouted before leaving.

 **Morning**

"Wow, I've never been to this city before. It seems much larger and more active than I'd have thought." A young boy said with amazement as he leaned on the railing of the waterbus he was on. He enjoyed the feel of the breeze on his face. He was dressed in a spring uniform, which was a short sleeved button up shirt with black pants, for the school he was supposed to attend, though he wasn't sure which one it was. He only knew its name, which was Hanzo Academy.

The voyage was fairly slow though, giving him time to absorb what was going to happen in his new life here. He wasn't worried about living expense since his father is paying for the apartment he'll be staying but he couldn't help but admit that it would be a bit lonely since his father is always busy with work and his brother…He immediately shook his head when he thought of his brother, not wanting to remember that awful night.

His thoughts were thankfully broken when he heard a voice speaking up. He thought to approach her but was beaten to it by a girl in a black uniform he didn't recognize. So he decided to wait for a moment. Once the girl was gone he'd took a deep breath to steady his nervousness and approached the girl in the white and blue uniform. "Excuse me? You said you were from around here?" he asked.

The girl was surprised by his appearance."You heard me too? Oh man..." She blushed, looking embarrassed. "I'm just excited to be back..." She stammered a little.

He couldn't help but pause a moment, only to chuckle lightly at her reaction. "That's alright, but I since you used to live here, I was wondering if you know where I could find a place called Hanzo Academy."

Asuka wasn't sure what to make of the young boy but he was dressed in an obviously new Hanzo Academy uniform, so her suspicion was that he could be lost and she was happy to provide the help he needed.

"Sure! The waterbus is about to dock though so you'll have to be quick." She answered, giving him a smile.

"R-Right." He answered quickly as a small blush appeared across his cheeks. "Sorry for taking your time to help me find this place."

"Oh don't worry about it! I'm actually heading there myself!" She beamed happily. "I'm Asuka by the way." She introduced herself cheerfully.

"Arata Kagami." He replied and he couldn't help but let out a sigh of relief. "That's great. This city is so huge that I might get lost easily here."

Asuka nodded in acknowledgement but had little time to continue as the waterbus was nudging into the dock to discharge its' passengers. "Come on, this way!" she said as she stepped off the boat and turned to jog toward the school.

Once the water transport docked, Kagami immediately followed Asuka, who was jogging off toward the academy. Before turning back and waving at Kagami to keep up. Kagami had a bit of a tough time keeping up with her, though he thought it would be best to stay behind her since he didn't want to notice her bouncy bust. His face suddenly blushed with embarrassment as he shook his head to rid his head of thoughts like that.

"We're here!" She happily announced, causing Kagami to snap from his thoughts and looked at the gates of the campus.

"Wow this place his huge." He said with amazement as he walked past the gate and made his way to the school grounds. He looked around the school, seeing all the other students and the buildings.

Asuka pointed up at the main doors of the school. "You go through there to reach the offices. I'd suggest going there first." She said.

He then turned to Asuka and bowed his head. "Thanks again for showing me the way."

She blinked from hearing his words before giving him a kind smile. "You're welcome!" She replied. Kagami turned to see the school once more, Asuka doing the same, then caught sight of the main clock affixed to the front of the main building. Her eyes widen slightly as she was cutting it close and would have to hurry to make it to class. Thinking he'd be alright on his own from there, Asuka jumped up into the trees above her head.

Kagami wanted to say bye to the girl that helped him out but when he turned to find her, she had simply disappeared. He was surprised by this since one second she was here but now she's gone. Kagami thought she might have been running late for class so she left as quick as she could. He'd let out a sigh as he placed his hand on the back of his head, giving it a scratch.

"I guess it was too soon for me to think that I've made a new friend…Still, I can't deny the fact that she's cute." He said to himself before leaving for class, completely unaware that she was above him and heard what he'd just said.

"H-He thinks I'm c-cute?" She muttered as he cheeks grew red in embarrassment, clapping both her hands together. "I'm sorry for ditching you but I can't be late for my training." She soon moved along the branch to hop to the next tree- heading for the "back entrance" of the school for shinobi.

Meanwhile, at the top of the school's roof, there was a young man with shaggy black hair wearing a white button up shirt and black pants. He was looking down at all the students of this academy, only to be interrupted when his phone began ringing. He dug through his pocket and pulled out his phone, smirking when he saw who was calling him before answering the phone.

"It's been awhile since we lasted talked with each other, I'm guessing you're back and you want me to cook you some food."

" _Gee I missed you too, ya jerk. Is it really hard for you to say those types of things?"_ A female's voice spoke.

The young man couldn't help but chuckle softly. "It isn't hard for me to say it, I just prefer to skip the small talk and getting to the point."

" _See? It's that type of attitude that makes it hard for you to make any new friends, anyways…I just wanted to know if…"_

A soft smile appeared across his mouth. "I got it, I'll make you something good to eat after I'm done with my patrol…Welcome back."

The caller over the phone was silent for a few seconds before letting out a small chuckle. _"I guess that's all I'm getting from you, still, thanks. I'll see you at the usual place."_ The caller soon hung up, making the young man putting his phone away and standing up. He took one more glance at the school grounds before turning around and walking away.

 **With Asuka**

The school day had ended and the girls were now on their way to complete a mission that they've received from their sensei to handle some punks that has been terrorizing the shopping district.

"I-I don't know about this mission, these punks sounds scary!"

The first girl who had just spoken to her is a fifteen year old with neck length pink hair tied in two short pigtails, held together by three black bows and two holding said pigtails while one is placed on her head to give her more of an adorable look. She has sky blue eyes with pink cross shaped hues, which would often raise a lot of questions to people wondering if she was born that way. This is one of the first year students, Hibari.

The other girl besides Hibari is also a fifteen year old with long white hair tied in pigtails held by black shuriken-like bows, wore a brown eye patch over her right eye that had a black ribbon, and the left eye is red. She wore a calm demeanor that made it impossible for anyone to tell what she's thinking, or even wonders if she's thinking at all. This is another first year student, Yagyuu.

The third girl is a seventeen year old with long blond hair who has a blue ribbon tied on top of her head and green eyes. This is Katsuragi.

And the last girl is an eighteen year old with long, flowing black hair in a hime style, and blue eyes. She has a blue band on her upper left arm with the Hanzo Academy symbol on it. This is another third year student and class president, Ikaruga.

Katsuragi had let out a sigh. "I wouldn't worry about a thing, those punks will be beaten easily by us. Still, I wished we had been given a cooler mission than dealing with punks."

"I doubt there would be anyone to hire us for dangerous missions when there's more qualified shinobi." Ikaruga spoke up.

"I guess you're right about that." Katsuragi admitted.

"But how are we going to fight them in a public place?" Asuka asked. "More importantly, how are we going to find them?"

Ikaruga immediately stopped, while the others stopped as well. Ikaruga placed her hand underneath her chin as she began pondering. "Well, I suppose it would be best for us to split up to find the punks." She then turned to the others. "I want each of you to go to search around the rest of the shopping area, if you find the punks then be sure to call us immediately."

They all nodded their head in agreement before spreading out to find the punks quicker. Meanwhile, a man was standing on the rooftop of a random building looking down at the people walking about. The man seems to be fairly young man with semi-long white hair with dark shades over his eyes. He wore a black colored vest over a red button up shirt and wore black pants.

Behind the man was six Worms, including the Epilachna Worm.

"Look at them." The young man spoke up. "The humans are truly a disgusting race but they won't matter to us anymore…Time for our daily hunt." He then turned to face the other Worms. "Make sure to remain hidden in the crowd and if you find someone you want to mimic then be sure to eliminate the original."

The Worms seem to understand his orders as they turned around and walked away, but their bodies seem to glow and shift into five students from Hanzo Academy while the Epilachna Worm had shifted into an old man.

Meanwhile, with Katsuragi and Ikaruga, they've made sure to continue looking around the marketplace but sadly had no luck. While with Asuka was searching at the Sensō-ji temple.

As Asuka looked around she couldn't help but let out a sigh. "I don't see any signs of those punks anyway…" She muttered to herself.

"Eh, Asuka?" A voice called out to the young girl.

Asuka turned to the source of the voice and was a bit surprised when she saw that it was the boy she saw on the water bus.

"Oh, you're Kagami right?" She asked before giving him a soft smile.

Kagami gave her a smile of his own as he nodded his head. "Y-Yeah."

"So what are you doing?" She asked, figuring it wouldn't hurt to talk for a little while.

Kagami gave her a sheepish chuckle as he scratched the back of his head. "Well I figured it would be a good idea to go view the rest of the city I'm going to live in but…This place is so big I'm not sure where to even start looking."

"Is that so? Well Asakusa is a big place. There are lots of fun things to see." Asuka said before continuing. "If you'd like I could show you around."

Kagami was a bit surprised when she offered to show him around and this caused a small blush to appear across his cheeks. "Are you sure about that? It looks like you're busy and I wouldn't want to bother you."

Asuka shook her head before waving her hand. "Oh don't worry about it. I was just looking around too so I'm not busy or anything."

"I see…Then thank you for helping me out once again." Kagami said while scratching his cheek with a finger.

"Don't worry about," Asuka said with a kind smile. "After all, we're friends now Kagami-kun."

Kagami feels his cheeks heat up at the sheer cuteness of her smile. "I-I'm happy to hear that."

Happy with his reply, Asuka smiled. "Good, now let me show you around." She happily said as the two of them started walking around, completely unaware of the old man that was following them.

 **Park**

Both Hibari and Yagyuu were currently walking around the public park, trying to see if the punks' location would be here.

"Seems like there's no sign if the punks here." Yagyuu said, turning towards Hibari. "I suppose it's time for us to move on to another location.

Hibari couldn't help but let out a sigh of relief. "Thank goodness, I was afraid that we were going to be the first to find those scary punks."

"There's nothing to worry about Hibari, I'll make sure to protect you from those punks." Yagyuu assured, earning a bright smile from Hibari.

"Thank you Yagyuu!" She happily said before the two soon stopped when they saw a few boys standing in front of them, a couple more walking up from behind. Hibari looked around and she couldn't help but feel slightly nervous. "Y-Yagyuu…What are those doing boys here?"

Yagyuu frowned a bit when she notices the uniforms the boys were wearing. _'These boys, they're from Hanzo Academy but what do they think they're doing?'_

"I don't know what you boys think you're but it would be best to step aside." Yagyuu spoke up.

The boys merely ignored her threat as their bodies soon glowed brightly before revealing themselves as Worms.

The girls were stunned to see the boys turning into monsters, no clue to what it is or how something like this is possible.

"P-Please tell me, that's not an actual monster. Right…?" Hibari squeaked, she couldn't help but feel so frightened that her legs were actually shaking upon looking at the Worms.

"Hibari, get behind me! I'll protect you." Yagyuu instructed, standing in front of the pink haired girl. She slightly turned her head towards Hibari. "Hibari, I need you to signal the others. I don't it would be best to fight these things on our own."

"R-Right!" She nervously said before placing her hand in between her breasts and pulled out a small wooden object. She pulled down the string attached to the object, causing a smoke signal to erupt and appear in the sky.

The Worms then charged towards the two girls and Yagyuu thrusted her umbrella towards one Worms' stomach which manages to push the creature back but the Worm swung its arm, trying to lash out at her, but she soon quickly backed away and was able to get some distance from the Worm. Hibari tried to help by throwing some punches at another Worm but due to her weak psychical strength, or rather the lack of it, the other Worm didn't feel anything at. The Worm tried to bring its arm down to hit Hibari but she manages to dodge by accidently tripping when she tried to back away.

"Hibari!" Yagyuu shouted as she quickly began pounding her umbrella against its back, causing the Worm to back away from Hibari. Yagyuu immediately got in front of Hibari, extending her arms to try and protect her from the creatures. She couldn't help but feel a bit frustrated at the disadvantage they were facing. _'Damn it…There's too many of them for the two of us to face.'_

The Worms were just about to attack them but were soon stopped when a figure jumped over Yagyuu and Hibari to kick one of the Worms on its chest, making the creature stumble back and the figure began kicking the other remaining Worms by performing various combos of kicks. The two shinobi couldn't help but feel relieved when they saw who saved them.

"Thank you for helping us, Katsuragi!" Hibari said with both glee and relief when she saw her senior saved them.

Katsuragi merely turned her head towards the two of them, giving them a cocky grin. "Don't mention it, besides," She focused her attention back towards the Worms, cracking her knuckles. "Looks like these things are going to be way more fun to fight than some punks."

One of the Worms charged towards the girls but another shadowy figure appeared and slashed the Worm multiple times, finishing off the assault by piercing her blade against the Worm's stomach. She quickly pulled the blade out and retreated back to the others and the Worm merely stood there but its body was soon surrounded by electricity before falling down, resulting in a large green explosion.

"Wow, way to go Ikaruga!" Hibari happily cheered.

Ikaruga couldn't help but smile softly at the praise but soon regain her focus towards the Worms. "I didn't expect our simple mission to turn into something like this." She brought her blade up, preparing to fight the remaining creatures.

"But it seems like there's enough for each of us to take down." Katsuragi said before smirking and getting into a fighting position.

"But where's Asuka?" Yagyuu asked, moving besides the other two while having Hibari remained behind her.

"That girl…She should really take her training seriously." Ikaruga muttered before a fight broke out between the girls and Worms. Meanwhile, on top of a building near the park, were two young girls examining the fight. The first girl is a fair skin girl with long blonde hair with a small green clip. The second girl has brown hair that is curled at the ends with a large pink bow on top.

The second girl couldn't help but giggle at the sight. "My, my, no wonder those girls didn't encounter my puppets, seems like those creatures are keeping them busy."

"Still, those things are quite disgusting to look at." The first girl commented. "Why do you want to continue looking at them, Haruka?"

"Because they truly intrigue me, their ability to mimic humans is quite an amazing thing." The second girl, now known as Haruka, said before turning her head slightly towards the first girl. "Say Yomi, where's Homura?"

Yomi shrugged her shoulders. "I'm not sure, one minute she was behind me then she vanished. I decided to leave the girl alone."

Haruka returned her attention back to the fight. "Well I suppose it doesn't really matter, but I wonder how hard it'll be to obtain one to be my latest test subject."

Back at the fight it seems each of the girls, except Hibari, were able to stand against the Worms. One by one they've managed to defeat the Worms and soon only one was left. The Worm backed away as the girls stood in front of it.

Katsuragi smirked at the sight in front of them. "Well now, seems like there's only one of these freaks left. Though I was hoping for a better challenge."

"We can't wait around any longer! We have to beat it as quick as possible!" Ikaruga shouted but they were soon shocked when they noticed a change in the Worm. Its entire body began turning red and soon its entire body melted off, revealing a new form. The Salis had molted into the Subst Worm.

The girls couldn't help but feel a bit nervous at the sight of the creature's newest form.

"H-Hey guys…Did that thing just changed into something way uglier?" Katsuragi asked as she shuddered slightly.

"A-And scarier…" Hibari squeaked in fear.

Ikaruga shook her head before bringing her blade up once more. "It doesn't matter if its form changed, we managed to take down the others and this one shouldn't be any different!"

The girls charged towards the creature but it soon vanished from their sight, causing the girls' eyes to widen in shock. The immediately stopped and began to look around for the creature.

"Where the hell did it go?!" Katsuragi asked outloud as she looked around but her eyes widen as she toppled over, her mouth opened in pain as a mixture of blood and spit flew out as she was sent flying away.

"Katsuragi!" Ikaruga shouted in worry but she suddenly felt a force hitting her against her sides, sending her flying until she landed roughly on the ground.

Hibari and Yagyuu immediately ran towards them and helped them back up. Katsuragi couldn't help but let out a small groan as Yagyuu helped her up, a trail of blood leaking from the edge of her mouth. "Damn it, that thing is going to pay for doing that."

Soon the five shinobi regrouped standing next to each other. The Worm then reappeared in front of them, now slowly approaching them.

"Man, what the hell is up with this one? The others were way weaker than this." Katsuragi said with a frown on her face.

"It vanished from our sights…" Ikaruga grimly said. "Even with our reflexes we weren't able to sense it."

"In that case should we transform? Seems like the best option we've got so far." Yagyuu suggested.

Ikaruga nodded her head. "Yagyuu is right, quickly, take out your scrolls and-!?"

Ikaruga was quickly interrupted when a red mechanical beetle flew towards the Worm, hitting the Worm which caused the creature to stumble back. The girls noticed the red beetle flying towards something else, so they turned their heads to look at a figure walking towards them.

"Who's that?" Hibari asked outloud.

"I-I don't know…" Ikaruga said, keeping her guard up.

The Kabuto Zecter lands in figure's hand. "Henshin!" He clips the red beetle into his belt and his transformation commences

" **Henshin!"** His body was now in a bulky silver armor with red outlines.

The Worm just focused his attention on the newcomer before charging towards him. Kabuto pushed the horn on his Zecter, causing purple electricity to course through his suit. "Cast off." Kabuto muttered as he pulled the horn of the Zecter down.

" **Cast off!"** Parts of the armor flew off, hitting the Worm which stopped it in its tracks.

His armor changed into a sleeker form as his chest armor was now red with large blue visors. A horn attached to his chin rose up to his forehead, causing his visors to flash for a bit.

" **Change Beetle!"** The Worm had got back up and vanished from everyone sights.

"It's gone again!" Hibari cried out while everyone focused on the other figure, trying to see what he'll do to counter it. Kabuto immediately slammed his hand against the side of his silver belt, sending him to the clock up dimension.

The Worm charged forward at Kabuto, sending a punch towards Kabuto. Kabuto ducked a punch and countered by jabbing its chest, pushing it away. The Worm stumbled back and recovered quickly before charging towards Kabuto once more, swiping it's claw.

However, Kabuto merely swift and dodges, countering with a kick to its stomach. He punches the monster again and again and again, almost knocking it down but not quite. Stepping back and blocking repeatedly, Kabuto lands a blow. Blocking the next few attacks, he sends the monster flying and landing on the ground with a single blow. Kabuto merely turned around as the Worm got back up and charged towards Kabuto.

Kabuto quickly pressed the buttons on his Zecter. **"One, Two, Three!"** He then closed the Zecter.

"Rider Kick." Kabuto muttered before pulling its horn back into its original position.

" **Rider Kick!"** Electricity courses through his belt, making its way towards his helmet before traveling down to his right leg. Kabuto immediately preformed a spin kick when the Worm got close enough, hitting its face directly and the Worm's entire body exploded.

" **Clock Over!"**

The girls blinked as they were completely surprised by the explosion that suddenly appeared. Kabuto emerged from the smoke. The girls quickly recognize the familiar smoke from the Worms they've defeated earlier.

"Incredible." Ikaruga awed. "One second they were there and creature was defeated in the next..."

"Yeah." Katsuragi nodded. "It's like they were able to move at an incredible speed."

"That would make sense," Admitted Yagyuu. "If they're able to move at a certain high speed then that would explain why we couldn't sense the creature earlier."

"Still…for someone to move that fast, it's impossible." Ikaruga muttered.

"At least he defeated the monster." Hibari pointed out.

"Hey!" Katsuragi called out. "Who are you?"

Kabuto turned his head slightly towards them. "Obaa-chan said this…" He said as he slowly pointed towards the sky. "Walking the path of heaven, the man who will rule everything."

The girls couldn't help but feel confused by what he just said and just when Ikaruga was about to call out to him, he slammed the side of his belt and vanished from their sight.

 **Elsewhere**

A few minutes have passed after the events in the park and in the food market district of Asakusa there was a young girl with tanned skin, dark brown hair that is tied into a long ponytail with a white ribbon. Her outfit was a black sailor fuku with red trim as well as a black skirt. She was currently waiting in front of a food market, waiting for someone until she turned her head towards a figure that walked towards her. She couldn't help but smirk when she saw the familiar person.

"Took you long enough, don't you know it's rude to make a girl wait?" Homura said before giving the person a smirk. "Tendou."

 **Well I hope you all got to enjoy my first fanfiction. I just wanted to tell you all that some of the characters will be the same as the show, only younger, and there will be a few OC like villains and even other riders. Just think of this as one of the many alternate Earths in the Kamen Rider Universe and until next time.**


	2. Chapter 2

**I'm quite happy to see that a few people like this story ^^ Here's a brand new chapter and just to let you all know that there will be parings in this story. Well I hope that this story receive more reviews as well as Favorite/Follows.**

The sky in shades of red and pink as the sun slowly fall behind the horizon, its amber limbs over rooftops as the shops were closing down. It has been hours since the events of the battle between the Worms and the Shinobi girls and they soon made their way towards the nearest rooftop. Hibari had left earlier to go pick up some first aid kits for Katsuragi and Ikaruga, she soon returned and both she and Yagyuu began applying ointment on the cuts and bruises, Ikaruga removing her shirt since the damage was worse there.

"Ow! Ow! Ow!" Katsuragi cried out as Yagyuu pressed the cotton ball against her cheeks, earning a sigh from the white haired Shinobi.

"Could you stop being so dramatic? I can't apply the ointment properly if you keep squirming like a child." Yagyuu said.

Katsuragi couldn't help but pout. "It's not my fault that thing stings like hell."

"You took a punch from a monster and yet you're complaining about a small stinging sensation from an ointment." Ikaruga said with a deadpan expression as Hibari wrapped bandages around her waist.

"Speaking of the monster…What was that thing exactly?" Hibari asked the others out loud.

Yagyuu paused for a bit, trying to think of an answer for Hibari but came up with nothing. She shook her head before turning towards her. "I don't think anyone knows what that thing was…Then again, perhaps that boy from earlier may know what they were since he's able to fight against them easily."

Katsuragi couldn't help but frown slightly at the mention of the person from earlier. "I could care less who that guy was, the only thing bothering me is the fact he took that ugly freak out easily…I mean that thing tossed us around like a bunch of ragdolls!"

Ikaruga had let out a sigh before buttoning her shirt back on. "That fight was something we couldn't handle, we never had any training to counter something like that so it makes sense that we couldn't win that battle." Ikaruga took a quick glance towards Hibari and noticed a nervous look on her face. "Is something wrong?"

Hibari seem to be in deep thought before returning her attention to the others. "W-Well I'm just a bit worried…Those things looked like students from the school we go to."

Katsuragi and Ikaruga couldn't help but feel a bit surprised and confused by what Hibari just said.

"It's true," Yagyuu spoke up, earning both Katsuragi's and Ikaruga's attention. "Before the two of you came to help us, those things took the form of male Hanzo Academy's students before transforming into those green creatures."

Ikaruga couldn't help but frown slightly, before placing her hand underneath her chin. "If that's the case then we seem to know a bit more about these things. It appears these things are able to the form of humans and turn into their original form whenever…But if they're in any danger then they have the ability to evolve into a stronger form."

"Guys!" A voice cried out, causing the girls to turn towards the source of the voice and saw that it was Asuka. Asuka jumped from rooftop to rooftop until she reached her comrades, taking in deep breaths as she placed her hands on her knees to rest herself.

"Y-You guys won't believe what happened to me…" She said in between breaths before looking up at them, her eyes widening when she saw the conditions of her friends. "Oh my god, what happen to you guys?!" She asked outloud as she rushed to their side.

Katsuragi had let out a weak groan as she placed her hand over her forehead. "Oh Asuka, you're just in time…" Katsuragi said weakly, grinning before she groped the younger girl's breast. "I need to squeeze these lovely melons to make the pain go away~"

"Kyaahhh!" Asuka shirked before managing to pull herself away from the blonde, who smirked and chuckled. "Geez, why do you have to do something like that?"

"Hehehe…" The blonde giggled as her hands were preparing themselves to grope once more. "Aww come on~ It's hard for me to resist squeezing them and I'm hurt so you really should be more considerate."

Asuka couldn't help but shiver a bit from the gaze she was receiving from Katsuragi but something else came into mind, causing her to snap out of her worries. "You guys got hurt? I didn't think those punks would be so tough to hurt you guys."

"It wasn't the punks that hurt us, in fact, we never encountered them." Ikaruga spoke up as she looked at Asuka before letting out a sigh. "I don't even know exactly what it was that harmed us, even if I did, I doubt you would believe it."

Asuka let out a sheepish chuckle as she scratched the back of her head. "After what happened to me, I'm sure I would believe."

"So what happened to you that caused you not to come?" Hibari asked.

Asuka looked slightly away from them before twiddling her fingers. "Well, it all started when I was helping a boy out."

 ** _Flashback_**

 _After Asuka had happily agreed to help out Kagami the two of them have been walking around Asakusa, witnessing the many interesting buildings and side attractions. Soon the two of them found themselves walking on the small pathway of a riverside._

 _"_ _So how are you enjoying the tour?" Asuka asked Kagami with a smile on her face._

 _Kagami tried to smile as well but it resulted him smiling nervously, due to how nice Asuka was treating him. "I-I'm enjoying it, I'm glad I got to see the city."_

 _Asuka nodded her head, closing her eyes as she put her hands behind her back. "I'm happy to hear that, Kagami-kun. I'm also happy to be taking this tour as well. It makes me happy to visit this place once more." Asuka said before opening her eyes and turning to Kagami. "So how was Hanzo Academy? Did you get to enjoy your first day?"_

 _Kagami placed his hand behind his head, turning his head slightly away. "Well I guess it was okay, I didn't make any friends so I was kinda by myself most of the time."_

 _Asuka couldn't help but frown slightly when she heard that. "I'm sorry to hear that, must be hard to be alone."_

 _Kagami turned his head back to her and waved his hand. "Nah, not really. I guess you could say I gotten used to it by now…But I'm actually happy now."_

 _"_ _Oh? Why is that?" Asuka asked, tilting her head slightly._

 _A light pink blush appeared across Kagami's cheeks as he gave a sheepish smile. "Cause I was able to make a friend in the end, thank you Asuka."_

 _Asuka gave Kagami her own smile. "There's no need to thank me, I think you're a pretty nice guy." Asuka was going to say more but both her and Kagami stopped walking when they saw an elderly man in front of them._

 _"_ _Umm…Is there something wrong sir?" Asuka asked the elderly man as she walked closer to him, Kagami following._

 _"_ _You humans…" The old man muttered. "Must be eliminated!" He soon declared as his body grew brightly and shifted into a blue humanoid creature, the Epilachna Worm. Both Asuka's and Kagami's eyes widen at the sight of the creature but the surprised look on Kagami's soon turned to anger._

 _"_ _W-What the heck is that thing?!" Asuka asked out loud but her attention turned to Kagami when he stood in front of her, digging through his pocket and bringing out a small silver gun._

 _"_ _Worm!" He shouted in rage as he began firing the gun at the creature, sparks was made when each bullet hit the Worm but it seem not to have any effect. The Worm retaliated by knocking the gun out of Kagami's hand and swinging its arm, sending Kagami flying until he landed on a grassy patch._

 _Asuka was about to take a kunai out to fight against the monster but she paused. 'O-Oh no, I can't expose myself as a Shinobi since Kagami is with me. But if I don't do anything then this thing is going to kill us.' Asuka mentally argued to herself but she soon snapped out of it when she saw Kagami tackling the creature. But the Worm remained unfazed by the assault, looking down at Kagami and slamming its arm against Kagami._

 _Kagami gritted his teeth as he took the pain from the attacks. "A-Asuka! Run!" He cried out as he tried his best to hold on to the Worm. The Worm grew irritated as it swung its arm across Kagami's side, sending the young boy flying back to the grassy patch._

 _"_ _Kagami!" Asuka shouted in worry as she rushed to his side. She turned her attention back to the Worm, who was slowly walking towards the two of them. She couldn't help but frown at the situation. 'This is bad. I need to transform to stop this thing. I guess I got no choice…' She was about to move her hand to her chest to bring out her scroll but she immediately stop when a large amount of bullets hit the Worm. Sparks flew off its body as it stumbles back and look towards the source of the bullets._

 _Asuka and Kagami look towards the same direction and saw a group of black suit figures with helmets that resemble a bug and a large sphere with a weapon with a metal tube. The troops fired their weapons once more, making the Worm stumble back and further away from Asuka and Kagami._

 _"_ _W-Who are they?" Asuka asked out loud but she saw noticed that they weren't firing anymore._

 _"_ _Kagami-kun, you know better than to fight a Worm by yourself." A voice spoke up, causing Asuka and Kagami to look at the new comer._

 _"_ _Y-Yamato-san." Kagami muttered._

 _Yamato looked towards Kagami and noticed the girl next to him. Yamato shook his head before pointing his finger towards Kagami. "Seems like you and I are going to have a chat after this." He said before refocusing his attention on the Worm, who was letting out a screech. Yamato let out a soft before raising his arm high, this caused a small whitish portal to appear behind him and his Zecter flew out onto his wrist brace._

 _"_ _Henshin." Yamato said before twisting the Zecter forward._

 ** _"_** ** _Henshin!"_** _The Zecter announced, which caused hexagons to form around Yamato and it soon engulfed is entire body. He was now Kamen Rider Ketaros._ _ **"Change Beetle!"**_

 _Asuka's eyes widen in amazement as she witnesses this transformation. "So cool, an armored hero!"_

 _Yamato ignored the girl's comment as he quickly slammed the side of his belt. "Clock Up!"_

 ** _"_** ** _Clock Up!"_** Both the Worm and Yamato vanished from everyone's sight, Asuka being the only shock by this.

 **Meanwhile in the Clock Up Dimension**

 _Yamato was currently dodging the assaults the Worm was throwing at him. The Worm threw a punch but Yamato caught the punch and counter by kicking its stomach, making it stumble back. Yamato brought out his ZECT Kunai Gun and began firing, hitting the Worm spot on, quickly switching to Kunai mode, and charged towards it._

 _The Worm charged as well and swung its claws but Yamato jumped over the Worm, immediately turning around and slashes the creature's back. The creature stumble forward and as soon as it turned around, Yamato continued to slash the creature. Sparks flew from the Worm's body each time Yamato's blade made contact. Soon finishing his assault with a kick that sent the creature flying. Yamato knew it was time to finish this fight so he turns his Zecter sideways, causing blue electricity to surround his wrist. The Worm had gotten back up and charged towards Yamato._

 _"_ _Rider Beat." Yamato said._

 ** _"_** ** _Rider Beat!"_** _He returned his Zecter to its original position, causing the electricity to make its way to his helmet before coursing to his weapon. He then charged towards the Worm and the Worm swung its arm but Yamato ducked under it and slashed his blade against its waits. The Worm's body is surrounding with electricity._

 ** _"_** ** _Clock Over!"_** _The Worm's body exploded at that moment, causing a large green smoke cloud to appear around the area._

 _Kagami's eyes widen when he saw the battle over and he immediately turned to Asuka. "Asuka you need to run now!" He hushed in a panicked tone._

 _Asuka looked at Kagami and could not help but feel a bit confused by this. "Why do I need to run?"_

 _His eyes shook with panic as he turned his head slightly away and saw a shadowy figure walking towards them. He turned back to Asuka. "Please Asuka, get out of here. I need you to get away as far as possible…Trust me."_

 _Asuka nodded her head before standing up and running away, thankfully to her shinobi skills, she was able to vanish into the smoke. Kagami did not notice this as he turned to the figure walking near him._

 _The smoke soon vanished and Yamato, who was no longer in his armor, was looking down at Kagami. He looked beside Kagami and saw that the girl from earlier was gone._

 _"_ _Tsk, tsk, tsk…Now Kagami-kun, you know better than to allow a witness to get away." Yamato said as he turned his attention back to Kagami._

 _Kagami frowned slightly as he looked slightly to his right. "I don't know what you're talking about…I guess she ran away when she saw the Worm."_

 _"_ _Well why don't you make it easier for us and just tell us who that girl was." Yamato said with a smirk on his face._

 _"_ _I don't know who she is," Kagami quickly replied. "I got lost and I just asked a random stranger to help me find my way."_

 _Yamato had let out an annoyed sigh. "Come on Kagami-kun, there's no point in hiding the girl. You know the rules of ZECT. If a witness sees our operation then they must be eliminated. We can't risk our operation being exposed cause of one girl."_

 _Kagami did not reply as he looked down on the ground. Yamato had let out a scoff as he turned to the ZECTroopers. "Search the area! Make sure to find the girl no matter what!" He ordered as the ZECTroopers began searching around the area. Yamato looked back at Kagami. "Sooner or later we will find the girl and she'll be eliminated." He turned around and walked away._

 _Meanwhile, near the trees. Asuka had hidden herself behind one of the trees and was able to hear the entire conversation. She could not help but feel a bit nervous but amazed at the same time. 'Kagami-kun was protecting me? That's why he wanted me to run away but if these guys are going to come after me then I need to find the others to help me.' She nodded to herself before jumping onto a tree branch and making her way back to the city._

 ** _End of Flashback_**

"And that's what happened to me, kinda hard to believe huh?" Asuka asked as she was letting out a sheepish chuckle. She soon stopped laughing when she saw her friends' expression that resembles disbelief. This caused Asuka to let out a sigh. "I knew it, you guys don't believe me."

"N-No, no, it's not that." Ikaruga assured. "It's just…I can't believe our situation was somewhat similar."

"Eh?" Asuka asked as she tilted her head slightly. "What do you mean by that?"

"I suppose it's time to tell you the events that fell upon us." Ikaruga said as she began telling Asuka what had happened to them while she was gone.

"Eh?!" Asuka gawked, completely surprised when she heard what her friends had dealt with. "I can't believe you guys fought those things!"

The rest of them nodded their head but Katsuragi let out an irritated growl as she clenched her fists. "Great! First that red armored guy showed up and now there's another one!" She quickly made her way behind Asuka and began groping her. "And worst of all those jerks wants to kill my precious Asuka!"

Asuka couldn't help but squirm a bit as her cheeks blushed, though both Ikaruga and Yagyuu were pondering at Asuka's story. "Is it possible that those two armored fighters are working together?" Yagyuu asked out loud.

"Normally I would think of that as well but there's something that questions that theory." Ikaruga answered, causing everyone else to give her a curious look, while Asuka taking this chance to escape from Katsuragi's grip.

Katsuragi pouted at this but Asuka ignored her and focused her attention on Ikaruga. "What do you mean?"

Ikaruga turned to the others before answering. "Well if this 'ZECT' group want to eliminate Asuka because she saw them then don't you think that red armored figure would have tried to kill us?"

"Maybe he didn't want to fight us because he didn't want to face all of us?" Hibari asked.

Ikaruga shook her head. "As much as I hate to say this, but I don't think that was the problem. Even though we had the number advantage I'm quite certain with that ability of his he would've been able to fight us with no problem."

"Tch, that guy wouldn't be so tough without that armor of his." Katsuragi muttered.

"Even so, he's still another mystery that had fallen upon us. First, we learn the existence of the things called Worms, a group that makes sure they remain a secret, and armored fighters used to fight against them." Ikaruga explained.

"So, what are we going to do?" Hibari asked.

Ikaruga closed her eyes as she was pondering on the next best thing for them to do in this situation. She soon opened her eyes and turned to Hibari and Yagyuu. "You both said that the creatures looked like male students from Hanzo Academy, right?" She asked, receiving a nod from the two. "If that's the case then I want you two to return to Kiriya Sensei and ask him if he could bring a list of students tomorrow that didn't come to class." The two nodded their head as they stood up and made their way back to the school.

"Hold up!" Katsuragi spoke up. "Do you really think those things could've have been students at our school?"

"From what Hibari and Yagyuu said it seems they can mimic people and now with Asuka story it seems we can confirm it." Ikaruga responded.

"Well that's kinda scary to think about." Asuka said. "What if there's more students that are really those things?"

"Now is not the best time to think of that." Ikaruga spoke up. "Besides, it would be best for us to gather more information about those things and the group that's after Asuka."

"And just where are we going to get that info? I doubt you can find those things on the internet." Katsuragi stated.

"No but I do believe we have the next best thing." Ikaruga said before turning to Asuka. "If that friend of yours was willing to protect you then that shows us he's willing to provide with some information."

"I-I'm not sure if that would be smart." Asuka nervously replied. "Seeing what happened earlier it looked like those guys were keeping an eye on Kagami. So, they may be keeping an eye on him everywhere, trying to talk to him can risk the other armored fighter to appear."

"Don't worry, as trained shinobi I'm quite certain we'll be able to take him in to gain information without this ZECT noticing he's gone. Now I believe that it would be best to take Asuka to the hideout at the school, it's the only safe place for you to be until we learn more about what we're dealing with."

"R-Right." Asuka replied. The three of them nodded their head in agreement before they headed out back to the base. Meanwhile, a figure was above a rooftop of a higher building, looking down at the spot where the girls were before heading out. The figure was the same man who sent out the Worms for their daily hunt. He'd let out a scoff as he continued to look at the spot. "So, those girls managed to take down a few of our Worms? I must say that I'm a bit surprised to see a couple of Shinobi, it has been a while since I last saw one." He said out loud to himself.

He rose his head up and looked at the distance before a smirk came across his face. "Seem like things are going to get fun." He turned around and walked away.

 **In another location: Tendou's Apartment**

"So good~!" Homura squealed in delight as he cheeks was stuffed with food. In front of her was a platter of many food like ramen noodles, hamburg steak, baked potatoes, and many more. She was enjoying herself as she continued to gobble down the food in front of her. She soon swallowed and a light pink blush appeared across her cheeks. "Man, I missed your cooking, they never serve anything so delicious at my school." She said happily before turning to the person that was currently in the kitchen. "How is it that you always make delicious food, Tendou?"

The young boy, known as Tendou, let out a chuckle as he began placing the pots and pans into the sink. "Obaa-chan said this," He spoke up as he turned on the water faucet and began washing the pots and pans. "When cooking for others, the flavor shows how much the person they're cooking for matters."

Homura flinched when she heard the quote and a red blush appeared across her cheeks. "Y-You idiot, you know saying things like that might cause people to get the wrong idea."

"Then I hope you were able to get the right idea." Tendou responded.

The blush on Homura's cheeks grew darker and she took the last bite of her meal before getting up. "W-Well I guess I should be going, it's bad enough I left my group without telling them where I've been." She made her way to the door, only to stop and turn towards the same direction of the kitchen. "Since I'm back I'll be dropping by more often to eat some food, so keep on cooking!"

"Right!" Tendou replied.

Homura opened the door and she walked out but before closing the door, she stuck her head out. "Listen, be careful when you're on your patrol…I don't want to lose the good food you make!" She said and quickly closed the door before Tendou had a chance to respond.

Tendou let out a soft chuckle as he shut off the faucet, allowing the dishes to soak up the water. He grabbed a rag and dried his hands with it, soon hearing a phone chirp. He put down the rag and dug through his pocket, bringing out his phone and saw that someone had sent him a message. He unlocked his phone and read the message.

 ** _"_** ** _Everything is taken care of, you're now a student at Hanzo Academy. Now be careful, there's a few more Worms located at the school and it's your job to take care of them."_**

Tendou soon replied the message, before putting it away. "Seems like there's more and more Worms arising, but seems like it's time for my destiny to rise up as well."

 **XXXXXXXX**

 **This is the end of this chapter and I hope you all got to enjoy it.**

 **Please leave a review and favorite/follow**


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